This track features the vocals of Portuguese-Canadian songstress Nelly Furtado and is dedicated to Game's mother.
This track was helmed by The Neptunes whilst The R.E.D. Album itself was executive produced by Pharrell Williams of the production duo. "It was the most hood album I had until Pharrell came in and took over," Game said of the collaboration to Billboard magazine. "Don't get me wrong - this album is still hood," he continued. "I would describe it as the beauty of the sky meets the gangster of the streets. It's just got a bit more color to it."
Phil Oakey recorded his vocals for "Don't You Want Me" in the studio bathroom. The recording was disrupted by guitarist Jo Callis reaching through an open window from outside to repeatedly flush one of the toilets.